UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 9, 2006
INTERNATIONAL COAL GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-32679 | 20-2641185 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) | ||
| 2000 Ashland Drive Ashland, Kentucky |
41101 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrants’ telephone number, including area code: (606) 920-7400
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure.
In connection with a proposed private offering (the “Offering”), in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended, on June 9, 2006, International Coal Group, Inc. (the “Company”) is disclosing certain written information about the Company to certain members of the financial and investment community. Pursuant to the requirements of Regulation FD, portions of the disclosure document used in connection with the Offering are contained in Exhibit 99.1, which is incorporated herein by reference. Such information (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company, that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| 99.1 | Text of certain written information about the Company being made available to potential investors. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INTERNATIONAL COAL GROUP, INC. | ||
| By: | /s/ Bennett K. Hatfield | |
| Name: | Bennett K. Hatfield | |
| Title: | Chief Executive Officer and President | |
Date: June 9, 2006
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Exhibit Index
| Exhibit Number | Document | |
| 99.1 | Text of certain written information about the Company being made available to potential investors. |
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